Come on in said the spider to the wasp
by Zoken
Summary: UltimateVerseJanet Pym had a huge fight with Hank, and can think of no one to talk to. she doesnt what the other Ultimates to know. she can only think of one person who owes her a favor. so she ends up at a small home in Queens...
1. refuge

Okay yall, this is my first Ultimate Marvel fic, so go easy. I should note that I have only read the first volume of the Ultimates, and the first five Ultimate Spider-Man. So we pick up with all that I have read having happened. Actually we are picking up right at the end of Giant Man vs. The Wasp. Janet has fled the apartment without her husband knowing.  
  
She couldn't think of anywhere else to go. She didn't want the others to know. She didn't even want to trust the girls. Wanda had enough on her plate at the moment, taking on her own father, and she had seen the way Betty treated Bruce, if that was the way she treated someone with problems Betty wasn't the one to talk to. She couldn't think of anyone outside of the Ultimates to trust. She had no one else who owed her favors . . . or did she?  
  
That was how she came to be knocking on the basement door of a small home in Queens. She looked around, praying that no one saw her naked form. Having shrunk in clothes that didn't shrink with her she was of coursed nude. The young man's face looked at her and blushed. It took a few moments before recognition settled in. "is something wrong, Dr. Van Dyne?" the young man asked.  
  
"Um, this might sound kind of odd, but can I come in?" she asked, trying to cover most of her private parts, although she was by now more than comfortable with people looking at her. The boy gave an affirmative answer and led her down the stairs. He didn't even face her as he gestured to some freshly folded laundry to his right. She put on a shirt and tied a blanket around her waist. "thanks kid,"  
  
"No problem, Dr. Van Dyne. But can I ask why my favorite Ultimate is in my basement naked?" the boy asked in a sheepish manner.  
  
"I got into a bit of a fight with Hank, my husband. I really think this is it this time. I just needed to get away from there for a while." She looked around, this looked like the Pittsburgh lab they had left not too many months ago.  
  
"Well, I owe ya, so you're welcome to stay on my account, but you'll have to shrink when your alone, incase my Aunt May comes in." the boy looked at her sideways. He was trying to figure out what was going on. "Did he . . . that is your husband . . . did he hit you?"  
  
Janet blushed slightly, "Yeah," she said casually, "but I got in a couple good ones too. You have to understand, when super-hero couples fight, no one is left unscarred."  
  
"Why did you stay with him if you didn't like him," He asked quite bluntly.  
  
She looked at him in a startled fashion, he was extremely perseptive. "When we first married, we like each other enough. Then I revealed a secret to him, and he has held that over my head for a while. He kept me around for refrence."  
  
"Was your secret that you're a mutant?" he asked.  
  
Another shock rocked her, "How did you know?"  
  
"I read your husbands formulas, and they made perfect sense for your shrinking, but zero sense for your wings or stings. So either he figured out how to reverse engineer the shrinking from your powers, and they are all yours, or he discovered shrinking and by a miracle you got wings and the sting."  
  
"Look at that," she said smiling and ruffling his hair, "you are smart, that's cute."  
  
"You said that last time." He said following her as she toured his lab.  
  
"You have some interesting stuff her kid." She looked at the different things he had going and the equations he had scribbled all over several blackboards. "You know this is way more advanced than any kid your age is supposed to be."  
  
"Yeah," he said rubbing the back of his neck. His face lit up and he flipped a chalk board over to reveal one of the longer equations, one that made Spider-Man what he was today. "This is my pride and joy," he said, "My dad started it, and I finished it about a year ago. This is my web- fluid."  
  
She looked at the formulas and equations and looked back at Peter, "You can understand this stuff kid?" He nodded his head as if anyone should be able to. She marveled at him, impressed. "Keep this up and we may put you on the Ultimates."  
  
"According to your boss I don't have a choice," he said sourly.  
  
"Nick?" he nodded his head. "You know he is only trying to look out for the greater good." This didn't do anything to improve Peter's disposition.  
  
Peter looked at his watch, it was almost midnight. "I gotta go up, like I said, if you shrink down and hide, you're welcome to stay as long as you need. I'll try and sneak you down some food in the morning. Thank goodness tomorrow is Saturday. If you need anything from in here help yourself, there is a TV over there. Their going to be suspicious if I'm not up there in time for Inu Yasha. He walked to the door as she turned, grabbing a few loose pieces of cloth and what not, and made a small bed.  
  
She shrank down and lay down. She felt odd where she was; hidden behind the chemistry set of a teenager she barely knew. She thought about breakfast, and wanted to tell Peter that she would "find" something for herself, but she thought that would lead to uncomfortable questions. She remembered Hank's hateful words about beetles and caterpillars.  
  
As Peter Parker waked up the stairs too his room he waved to Gwen as she sat in her room watching all sorts of shows that he wouldn't want too; Jerry Springer, the Man Show, etc. He thought about the woman who was now staying in his basement laboratory. He thought about how beautiful she was. He thought that this would be a long night, followed by a cold shower. He couldn't even concentrate on his favorite shows.  
  
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!  
  
okay that is chapter one. What do you think? It is an idea. There will be more with angst in the beginning, the return of the Kingpin later and insanity wrought by teenagers in the Triskeleon. 


	2. a venti for the Wasp

Hey howdy, back again. Listen I am planning to make Peter an anime fan as opposed to the star trek fan all the scientists at the Triskelion are. If you have any animes you would like him to watch include them in your review and I might just throw them in. okay so here we go!  
  
Waking up a friend  
  
Peter bounded down the steps as he usually did. He had finally gotten his system to run on three hours of sleep. Luckily things had been pretty light after having broken up a drug deal near the school. It was midnight when he had said good night to Dr. Van Dyne. After that he had watched Inu Yasha, and then, after listening for Gwen's heavy snoring, swung out to do rounds.  
  
The smell of Aunt May's famous eggs wafted to meet him as he walked down stairs. Gwen was already ravenously devouring hers; she had "forgotten" to eat lunch or dinner yesterday. Peter was worried about her. He could tell that the lack of eating Gwen did wasn't a memory problem, but a heart one. Unfortunately, by the time he ever had the courage to bring it up; she was either gone again or eating like an animal. One thing was for sure, she was fun to watch. Aunt May set a plate of egg's in front of Peter and he began to poke at them slowly, Gwen reached over jokingly to steal some, and Aunt May gave her a playful smack on the wrist with the spatula. 'thank god for stupid stuff,' Peter thought to himself. He had been through more nightmares in his life already than he wanted, and he knew it would only get worse. He enjoyed the simple family things. A playful breakfast fight, an idiotic arguments with Gwen over which was better; Jerry Springer or Yu Yu Hakusho (not a real hard decision in Peter's opinion), lectures on keeping grades up and staying out of trouble. He loved them, because in his bizarre, insane, twisted life, they were like lighthouse showing him where home was. He could always hide in his lab. His lab!  
  
"Hey Aunt May, can I finish this in the lab, I found some new equations I wanna try to apply to some of dad's old formulas." This was the perfect lie; he hadn't used it in a while, it sounded so boring that no one would want to bother verifying, and it was exactly the kind of thing he always did. He hated lying.  
  
"Alright dear," Aunt May said smiling, "But bring up the plate when you're done. I don't want any bugs down there." Peter had to fight back a giggle. He had to suppress the urge to say, "Too late Aunt May."  
  
Peter picked up the plate, added some extra eggs from the skillet, and went into his basement lab. He closed and locked the door just like he always did. When he got to the floor, he called in a loud whisper, "Dr. Van Dyne?"  
  
"Jan, please Peter," the Wasp said as she re-enlarged. Peter turned around quickly, as Jan began to put on the things she had been wearing last night. "sorry kid," she said as he blushed, "But are you actually telling me that you have never seen a naked woman before?"  
  
"Silly me," was Peter's sarcastic reply, "I was raised to be a gentleman."  
  
"Well cut it out," she replied, tapping him on the shoulder to let him know she was covered, "Its creepy to find one of those in this city."  
  
"I brought you some eggs. Everyone loves Aunt May's eggs." Peter pushed the plate towards her, and she took a bite. She wasn't really hungry, but she decided to try some so he didn't ask what she had eaten. As soon as she tried them she had to have more, "Jesus! Peter these are great."  
  
"That's what everyone says." He watched the super-heroine devour the eggs. "So, what are you planning on doing today?"  
  
"Actually I was hoping you would come with me and we could swing by my apartment. You know, to pick up the essentials; clothes (that shrink with me), tooth brush, comm. link to the Ultimates, pass card to the aforementioned organizations base (just in case), my credit cards, Hank's credit cards. You know, the essentials."  
  
Peter laughed, and then realized what she had said, "When you say swing by . . ."  
  
She gave him a puppy dog look, and two hours later . . .  
  
"WAHHOOOOO!!!" she screamed from her perch in Peter's backpack. She had her shoulders and head and arms above the zipper line holding on for dear life. Meanwhile Peter was having a grand time showing off for her. Has he landed on the side of her building she said, "I haven't had that much fun since the first time I flew." She looked down over the side of the backpack as he slowly climbed the building. "This is the thing that gets me most. According to physics you should not be able to do this."  
  
He turned his head to look down at her, "You friends with a Norse god, are married to a man that grows to sixty feet, and have a friend who looks the same now as when he was fighting in the middle of WWII, and you're picking this as 'not physically possible'?"  
  
"Point taken," she said as they crawled in her window, which hank had left open to air out the smell of bug-spray. She fluttered off saying, "I'm headed to the bedroom, be right back."  
  
Peter looked around through the fabric like lenses of his costume. There was a small station that was obviously for work. The alcove/office looked like a battle had been fought there. He saw a small piece of electronic equipment that had blood on it, he also saw about thirty dead ants. He really didn't like the looks of the place. He knelt to get a closer look at the blood. "it's hank's," she said as she came out behind him. He spun to look at her. She was dressed in her one-piece uniform. "I hit him with that after my right hook. But to be fair he slapped me first and punched me after."  
  
This was not how Peter thought married people lived. He struggled to take his eyes off of her as she went about the room gathering things. She was twelve years older than he was, but only about two or three inches, yet she could fight either the Hulk, or her own husband. Aside from the office, the apartment was very nice, it definitely suited someone of their tax-bracket.  
  
"You wanna go grab a cup of coffee?" she asked non-chalantly.  
  
"Sure, give me a minute to change."  
  
"Nah lets give the press a field day."  
  
He looked sideways at her, "are you serious?"  
  
"Sure, why not?"  
  
"Alright, but you gotta order something venti . . . miniaturized."  
  
"Ooh, sounds like a challenge. Accepted and they walked out of the building. It was Peter's first time just walking around in the costume since he quit wrestling. The stares he got on the street were unnerving, as if he had his underwear showing or something.  
  
They walked two blocks to a Starbucks. Janet shrank just outside the door, and they walked (or at least Peter did) right up to the counter. The poor girl was shocked enough seeing spider man in there, then she realized that the squeaking sound she was hearing was an extremely small customer ordering a venti cappuccino with a double shot of esspreso, claiming she was really thirsty. Peter ordered a venti vanilla crème steamer, and then Jan asked Peter to fish out her credit card (of course they both knew it was Hank's), and Jan put the debacle to an even bigger height as she told Peter, sanctimoniously not to look. She then proceeded to jump from key to key as she punched in the pin number. She was tempted to try and act like she was going to carry the drink out, but Peter gave her a look and he took them to a table outside.  
  
Once at the table both of them laughed until their sides hurt. People in the restaurant were still in a stunned silence. Peter asked what he had been wondering since she had grabbed her things, "So, you staying at my place again, or are you going to get a hotel now that you have cash?"  
  
"I figure I've put you out enough, although I will miss your aunt's eggs."  
  
"I'll try and save some for you." He chuckled. It was strange being this comfortable with someone. He was only comfortable with five . . . four people; Aunt May, MJ, Gwen, and Harry. It was a major step to be this comfortable, especially with a woman. "Why don't you come back by tonight though and we can run through a few more of my dad's old formulas. Maybe with the help of a real scientist, I can finish another."  
  
"Don't you have homework or something?" she asked. To be honest, the kid was almost to her level if he could get his head around that webbing formula.  
  
He was about to answer when someone tapped them on their street-side corner, "Excuse me, but aren't you two superheroes?"  
  
Peter fought back his first instinct to greet the man as his friend from work, Ben Urich. Luckily Jan thought quicker than he did, "Yeah, did you need a new way to trash my colleague here?"  
  
Ben put his hands up in defense, "hey I'm a Spider-fan, its Jameson that hates the poor you Spidey."  
  
"Uh, yeah I've noticed." Peter wasn't sure what to do.  
  
"Listen, so how do you two know each other?" Ben asked.  
  
"We met at a super-humans anonymous meeting," Peter deadpanned. Ben looked at them with confusion. "Kidding. She patched me up once, and she needed a favor." He lifted up his mask again to take a sip of his steamer.  
  
"So do the Ultimates take an interest in all super-humans or just the ones operating in New York City?"  
  
"Shield looks into all super-human activity, especially the non-mutants like Spidey here. We just like to know what we might or might not have to deal with. Plus Spider-Man helped shield with a couple of take-downs, so we all owed him a favor."  
  
"I assume," Ben said looking at his notes, "you're referring to the 'Doc Ock' and 'Goblin' incidents."  
  
"Sorry cowboy," Peter said, taking a guess, "'No comment' is your only answer on that one."  
  
"Let's get going Spidey, before more pencil necks show up," said Jan with a falsely sweet look to Ben.  
  
"Alright, See ya Urich. And by the way, say hi to that Parker kid."  
  
"Parker?" asked Urich  
  
"Yeah, tell him the next time he takes pictures of me, to use a better camera . . . or get some one with actual talent to do it." He tossed the trash into the can and was crouching for a jump as Ben said, "Can I get a picture?"  
  
Peter and Jan looked at each other, "Why not?" Jan said. Spider-Man shrugged his shoulders and stood next to her with his invisible smile.  
  
"Put your arm around her," Ben said as he backed up framing them. When he received a look from the Wasp he explained, "just so its obvious that you two are chummy and she isn't arresting you." The shrugged and he put an arm around her waist. She smiled and waved, he gave a peace sign and as soon as the snap shot was taken, he scooped her up one arm, leapt and shot out a web with the other. She squealed as they disappeared into the concrete valleys. If Ben had thought it was important, he would have noted the direction they were headed, Queens, but as he figured they were headed of to save someone he didn't bother. After a few minutes Jan decided she would check into a hotel while Peter made some rounds. Then in three hours she would be on a balcony ready to be picked up and they would go by and she would help with homework and check out his equations (don't be sick people).  
  
A half hour later Ben burst into the Editor-in-Chief's office, and as J.J. began to rant, Ben turned around his digital camera to the shot framed and for the first time in his life, J. Jonah Jameson dropped his cigar from his mouth in awe of a shot.  
  
"Front page tomorrow." 


	3. Calculating the Heart

Okay, I haven't updated this in a long time. I am very sorry. Okay no that the BS is out of the way here is your next chapter.  
  
Come on in said the Spider to the Wasp  
  
Calculating the Heart  
  
Peter had managed to sneak down some food and drinks for Janet. When she arrived he was already to go to work on the equations. The laughed and joked around as she made jokes about his height and his costume. He asked her if the rumor about her "Mardi Gras" special was true. (A/N: see Vol. 1 chap. 5 Of the Ultimates, "Hulk does Manhattan"). She laughed and blushed and covered her face as she said something somewhat akin to yes. She also told him that if he played the DVD and paused at a certain point, which she also made him promise never to do, that there is actually a clear shot of her doing so.  
  
Peter loved being with her. She didn't treat him like a kid, like Fury did. She also didn't treat him like he wasn't trust worth, like MJ. She treated him as and equal. Peter had so much respect for her, but for the life of him he couldn't quit glancing at her cleavage every thirty two seconds. She had noticed this, but was actually rather impressed, most men did it more often.  
  
"So if we toy with the amount of coagulant you use . . ." she prompted  
  
"Then we can mess with the density of the webbing!" Peter exalted.  
  
"Kid, you could turn this stuff into a real projectile weapon, instead of just blinding and binding. You could make it harden super quick to cause a greater . . . whats the word?"  
  
"Impact," Peter supplied, "I could make it impact-webbing."  
  
"There you go."  
  
She yawned and stretched and saw the clock, "Damn," she said, "Its late."  
  
"I guess you should be headed back to the hotel." The disappointment was a more than noticeable in his voice.  
  
"well," she said, "It is kinda late, and I would look suspicious to come crawling in at this time. You mind if I crash here again?"  
  
"No problem, Mi casa es su casa."  
  
"One thing though, Wall-Crawler," she said playfully, "technically it aint your 'casa'"  
  
He laughed and she made her little bed up within his chemistry set. Just then, Peter realized that he hadn't checked is E-mails all day. Aside from MJ, Peter had several online acquaintances, such as Sorcerer_Supreme211, SCMKF4, BLKWDW3245, C_and_D443, NoFearD666, and his favorite Onyx_Kitty69. But today, all the E-mail addresses were unfamiliar. He opened the first one, and yelped. "Um, Jan, did you tell anyone where you were going?" he asked.  
  
"No, why?" she walked over behind him.  
  
"Because they know."  
  
The letter read  
  
Dear Web_Head#1  
  
We know our friend headed in your direction, and we would like to know that she is alright. If you could let her know we are worried, and possibly give her the following e-mails, we would be most appreciative. BTW, agent_Rage says to keep up the good work.  
  
The E-mails were from several different names, but they weren't hard to figure out once he knew who they were talking about.  
  
Agent_Rage  
  
TwentiethSentryBoy  
  
Red_mage17  
  
Son_uv_Odin12  
  
Phast_N_Phurius777  
  
And last and most certainly least  
  
Ant_Man546  
  
Peter looked at her, as she moved the mouse and immediately deleted anything from Ant_Man546. "Can I have a minute alone?" she asked. He nodded and left the room. He went up to bed to fake going to sleep. A couple hours later, a little battered and beaten, he schlepped back down into the basement. He couldn't believe how good a lawyer that "Vibrator" joker kept getting. He crept past quiet in a way only few others could achieve.  
  
He saw her asleep at the keyboard. Her eyes were puffy, betraying the tears she had shed. Peter shook her gently. "Jan, Janet?"  
  
She awoke with a start. She smiled and forwarded the letters to her on- line account. Peter made a comment about all the e-mails she must receive and she explained about all the special filter system they had set up to block out unregistered E-mails. She said that he had been registered since Fury first made contact. She shrank, and lay down. He tucked her in, and went up to his own bed. He had to wonder what had been in those letters to make her cry. Was it good crying? Or had they sided with Pym?  
  
If they were siding with him over her, he would find a way to hurt them bad. Peter quickly began to break things down. Tony would be no problem, all he had to do was find something about him that would break his stockholders' trust (and if he could do it to Fisk, this would be no problem). A few doctored photos on the internet would take care of the Wanda and Pietro. The Cap. and Thor would be the real problems. How could he dig up dirt on a god? Much less the new symbol for the nation?  
  
Peter shook the malicious thoughts from his head. He knew that in reality, he did not have what it took to take on the Ultimates. He went to bed.  
  
In the Morning, Jan told him, "I am ready to go back. But they have invited you to come along."  
  
"Come along?" he repeated confused.  
  
"To take a tour of the facility you might one day be working in. this is actually a reward, Nick's way of saying thanks for taking care of me."  
  
Peter thought on it. "But how will I explain how long it will take to get out there and back?"  
  
"Don't worry," she said as she smiled wickedly, "We have that all planned out." Peter was only slightly worried by the look on Jan's face. "Wait, does your aunt have any heart conditions?"  
  
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!! !!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!  
  
Well? Okay, I will steal Toddfan's thin air, and give it as a prize to whom ever can decipher the Ultimates screen names, and bonus points to the ones who can figure out who Peter is corresponding with!! 


	4. Loosing secrecy

Okay, I am severely disappointed.  
  
Agent_Rage was, in actuality, Nick Fury. It was a play on words. Fury, Rage . . . get it? Besides Bruce is doped up and contained.  
  
SCMKF4: Jesus no one got this. Shang Chi Master of Kung Fu. He is a freaking Marvel Knight.  
  
Onyx_Kitty69: Black Cat, not Shadow Cat.  
  
C_and_D443: Cloak and Dagger, I am glad to see some of you got this. Good job** I pat on head**  
  
TwentiethSentryBoy: Captain America, I just plain forgot Tony. I really don't think he would be that close to Jan.  
  
Ant_Man546: while most of you technically got it right, at the time he was calling himself Giant-man, that's why I thought it would throw you more.  
  
Well everyone got all the rest right these are just the ones that people messed up on.  
  
Come On In, Said the Spider to the Wasp  
  
Tour d' Triskelion  
  
Peter was waiting in the living room the next day. Jan had left early, and told him that she would be by later. Suddenly he saw a limo pull up outside. He walked into the kitchen to get Aunt May, when someone knocked on the door. Gwen opened the door and screamed. "Oh! My! F@&%#ing! God!"  
  
"Gwen!" Aunt May scolded as she entered the room. She looked on and there was Janet Van Dyne, but more noticeably, there was Steve Rodgers. All six feet and some inches of handsome homegrown American patriotic glory. Now Peter understood why Jan had asked if Aunt May had a heart problem. "Mr . . . Ah, Captain America, how can I help you?"  
  
"Please call me Steve Ms. Parker, and I am here to talk to you about your nephew, Peter."  
  
"Damn," said Gwen in a stage whispers, "I thought he was here to sweep me off my feet and take me to elope."  
  
Aunt May cast her a look for the curse and merely chuckled at the rest of it. She then turned back to Steve and said, "Well if you are Steve, then I am May. Now what is it you need to talk to me about Peter?"  
  
"Well Ms . . . ah . . . May, Peter has shown an incredible proficiency in the science and mathematics fields, and we just want to provide an incentive to continue this way by providing a recompense for his prodigious intellect." Aunt May just stared at Dr. Van Dyne.  
  
"Beg pardon?" she said, not having understood what she was saying.  
  
Steve stepped up and said, "Peter is an extremely bright kid. We wanted to make sure he knew that smart was the way to go. So we are going to give him a reward for being so darn smart. We, with your permission, are going to give him a declassified tour of the Triskelion. It would be the same tour the press gets."  
  
"Oh," gasped Aunt May. Peter's face lit up and looked hopefully at her. "Well by all means. Will I need to pay for cab fare, or a meal?"  
  
"Oh, no ma'am," Steve said dismissively, "We would be more than happy to take care of a bright kid like this."  
  
In twelve minutes, Peter was packed and headed out. He couldn't believe he was going to get a tour of the Triskelion. Jan told him about all the not-so-declassified things he was going to get a chance to see. Steve handed him the contract he had to sign say that he wouldn't say anything.  
  
They pulled up to a pier, and Peter looked out the window. He could see the base across the water, but they would have to get to it some how. That was when Peter felt the limo begin to lift off the ground. he quickly realized that it was being carried by none other than Iron Man. As they were set down, Tony came up to him, with his helmet off, and shook his had. To Tony's surprise, he could feel the kid returning the pressure he had been using."  
  
The tour was long, and interesting. Peter especially loved looking at long equations that he wasn't entirely bored with, you know the ones he couldn't easily figure out. then he traded secrets with Tony. Tony apparently wanted the web-shooters. He said that they would make an interesting addition to his outfit. So he told Peter that he would take out the patent, and signed a contract stating that all the money would go to Peter, that is if any was ever made.  
  
Peter got on well with Thor, and almost hit Hank. Pietro almost kissed him when Peter said that he had brought some pixie stix to snack on, and willingly shared with the wheel chair bound mutant. Although, this did almost cause Wanda to kill him as all of a sudden, Pietro was laying rubber all over the halls.  
  
Peter had a wonderful time. Unfortunately, time came all to soon for Peter to leave. Everyone wished him well, and he headed home with Nick and Steve.  
  
They were three blocks from Peter's house when Nick got a cell call. "Yeah, Fury. . . Please tell me this is a bad joke. . . Well get the girl and her parents. . . Yes the red head." He snapped the phone shut and turned to Peter. "Listen, the Kingpin is back in town. He has you ID'ed. There is a contract out of the Watson girl and her family. Rumor has it he is going to do you and yours personally. There is reason to suspect that he is already at your house. but I think he would wait for you to show up. Tony and Wanda are Evacing your girlfriend."  
  
Peter's face turned ghostly pale. As he turned around to face the front, he saw what he was afraid of, a limo parked in front of Aunt May's house. Steve pulled a shield from under the seat, and an automatic weapon from a small cache in the arm rest between him and Nick. Nick took a Glock .45, and a few magazines of ammo. Peter dug his web-shooters out of his bag, and put them on. His mask was useless now.  
  
They got out and walked into the small home. There sitting across from his aunt, sipping tea was the most massive and intimidating figure one could imagine. "Oh, Peter," May called, "This is wonderful. Mr. Fisk is interested in you as well."  
  
Peter locked eyes with Fisk. Fisk smiled and raised his fist. Peter flung himself onto it, flipping the unprepared Kingpin onto his back. "Nick go get Gwen!" Peter called, but Nick was already half-way up the stairs. Gunshots blazed, as Steve grabbed onto Aunt May and wrestled his way to the door, using his fists, shield, and gun to put down anything in his way. Peter Meanwhile was hitting every sensitive spot he could think of on Fisk. Unfortunately, Fisk was, for the most part, hard as a rock. But no matter how much Fisk swatted at him, Peter was able to nimbly dodge out of his way. A little blinding web aided in that. Then he saw Nick pulling Gwen down the stairs. She was in a bathrobe, and soaking wet. Nick wore a bit of blush on his cheek. as he saw Gwen get stuffed into the car, Peter abandoned the house.  
  
Once out the door, it was one simple bound, and he was on top of the limo. They began to pull away, and Kingpin's men opened fire on them. Nick returned fire, while Peter did his best to deprive them of weapons. As Fisk finally made it outside, he looked with rage upon Peter, who as they drove off flipped him the bird.  
  
He did a small flip and entered the limo through the sun room. Steve had been keeping everyone down no the floor. They were just starting to get themselves situated. Aunt May looked around and said, "What in God's name is going on?"  
  
Nick quickly informed, "That was an attempted hit on your family. The contractor was the Kingpin, the man you were having tea with."  
  
"Why would he want us dead though?" Aunt May said.  
  
Nick opened his mouth to explain, but Peter waved him off. He looked Aunt May squarely in the eyes and said, "Because, I am Spider-Man."  
  
Aunt May's voice was gone, but Gwen's wasn't. she launched herself onto Peter in a fit of rage, "You murdering bastard!"  
  
Peter only bothered to block his face. Gwen wasn't all that strong, and she didn't have her knife. Steve pulled her off by the waist and said, "Relax sweetie, this guy isn't the one who did your old man. That guy got the shit kicked outta him by Peter here." Gwen didn't let one drop of anger drain from her face, but she did restrain herself to her seat.  
  
"It was that spider bite Aunt May," Peter explained. "The spider had been messed with. It gave me powers. And then I finished dad's formula, and that was how I got the webbing. I . . . I'm sorry I never told you."  
  
It was one long cold trip back to the base. 


	5. Press and Affection

"You have many options Pete, not one of them is what I would call good," said Nick. "Option one is that you go back home, and pretend today didn't happen, obviously a bad choice. Option two is that you go into federal witness protection. The down side to this is that twelve of the only twenty two people lost in FWP were people lining up to testify against the Kingpin. The only twelve people ever to agree to do so." Peter's head was in his hands. Aunt May sat beside him. Nick was pacing, with Betty sitting opposite Peter and Steve leaning against a corner.  
  
They had just come from his home. Jan, Wanda, and Natalia had taken Gwen to get some clothing of theirs. The Watson's were still being held in a declassified room. Peter's entire life had been shattered when the Kingpin showed up to destroy him. Now he was talking to Nick about what his options were. "Your third option, and this one I highly recommend is to join us." Peter picked his head up and looked at him, "We offer protection like no other for our members and their friends and family."  
  
"The downside?" prodded Aunt May.  
  
"Peter surrenders the rest of his youth. If he signs up with us he skips up to age twenty one, with the privileges and the responsibilities. He also is one of us. he becomes an Ultimate. Peter would have been compelled at age 18, but with his, and his guardian's consent, I think the government will allow it."  
  
Peter looked at Aunt May with empty eyes. He was afraid. For the first time since he had discovered his powers he was truly afraid. But not for himself, rather he was afraid for his family. Aunt may broke her gaze, "And the Watson's?"  
  
"Same protection as you and the Stacy girl."  
  
"Peter?" He looked up as Aunt May spoke directly to him for the first time since the limo. "Peter, what do you want?"  
  
Peter looked at his hands. these hands could crush cars, throw men, but could not stop the threat to his family. "If my family is taken care of, you have me." There was no passion in his words, nor humor, only grim surrender.  
  
"May?"  
  
"If it is what Peter wants. My husband and brother-in-law always did say that with great power . . ."  
  
Peter finished the statement for her, ". . . .Must come great responsibility." "I understand," Nick said, "Here is how things will work. Since Peter is a minor, we will want him staying at the Triskelion, getting paid just as much as the adults. May, if you wish to stay with him, we can set a room up for you," she nodded, "Peter if you wish to claim the Watson's and Gwen Stacy as family for the family protection play, please do so now."  
  
"I do."  
  
"Good, they will also be placed here for safe guarding. Don't worry about being lonely. Wanda and Pietro live here too. Plus most of us do a lot of our living here."  
  
Then he turned to Betsy and said, "Betsy, get a press conference going," said Nick, "I wanna beat Fisk to the press with this. He knows who Peter is, so he will wanna make him look as bad as possible."  
  
"The Bugle," Peter said weakly.  
  
"Don't worry," said Betsy evilly, "I will be sure to keep them out of the loop on this one."  
  
"No," Peter corrected, "I want Ben Urich there. He is the biggest Spider-Fan I know. You have to invite him. Let him know that I will answer two questions from him straight off the bat."  
  
"Gotchya," she said scribbling down a note. Steve helped Peter to his feet, "C'mon kid. We gotta get you ready for the world."  
  
"May," Nick said, "I'll help you find your room." May leaned against Nick wearily. Nick guided her gently to the room they had already set aside for Peter.  
  
Two hours later, members of the press were gathered in front of the Triskelion. Ben Urich was surprised when he was shown to a seat directly in front of the podium.  
  
After everyone settled down, Nick stepped up to the podium. "Good evening ladies and Gentleman of the press. I am Col. Nick Fury. We are gathered here today to induct a new member of the Ultimates. This individual has already distinguished himself above almost all the others. He has fought in the streets, protecting innocent people. He has fought hand to hand with monsters and nightmares that someone like himself should not even have to know about. I say "Someone like himself," because our new inductee is a minor. He is none other than the . . ." at this point, Peter walked out in full costume. He proceded up to the podium, "Amazing Spider- Man, otherwise known as . . ." now Peter took his mask off, showing the world his face, "Peter Parker."  
  
Nick held up a framed certificate to Peter and said, Mr. Parker, this is to certify your promotion out of high school, and this," another framed certificate, "Is to show, above dispute by anyone, that you are, and shall be from this day forth, an Ultimate." Nick turned to the crowd and said, "Mr. Parker will now take questions."  
  
A number of reporters stood and raised their hands, but Peter pointed to the one in the front row that he knew. The others sat down, and Ben said, "Ben Urich, Daily Bugle, how did you receive your powers?"  
  
"I was bitten by a genetically altered spider while on a field trip at Oscorp Labs. Oh, and if an old friend by the name of Kong Harlan is watching; you were right!"  
  
again another number stood, but Peter pointed at Ben. "Um, why is it you chose to wait until now to reveal your identity?"  
  
"Because until know, it was safer to remain anonymous; safer for me, and my family."  
  
All the reporters asked questions in similar veins. "Do you support mutant rights,"  
  
"No, I support human rights, and mutants are a breed of human."  
  
"What is your platform on the issue of superhumans?"  
  
"With great power must come great responsibility. That was something my Uncle Ben told me, and I believe it to this day."  
  
"What is the full extent of your powers?"  
  
"I'm sorry, but as far as I know, that is classified. I'd like to keep one or two tricks up my sleeve."  
  
Peter became more relaxed as the conference went on. He made jokes, and editorialized. The media ate him up. After half an hour Nick reined him back in.  
  
It was a long day, and a restless night. But when Peter woke up at five the next morning (he was used to being up at night, so early morning were a cinch for him), he realized something; he was now a part of the most formidable fighting force ever assembled. His life would now mean something real. His world would be so much bigger now, and he was ready for that.  
  
Most of all, he was ready to explore the Triskelion like no one else could. Peter found it easy, if not comforting, to crawl through the ventilation shafts and explore all the parts of the Triskelion, sometimes popping in unexpectedly. The one person who never seemed surprised by Peter's arrival, was Jan. They seemed to have some bond. They could tell when the other was near. They spent a good bit of time together. Jan tutored him in higher bio-engineering. Eventually she greeted and bid him farewell with a peck on the cheek.  
  
Nick called her into his office one day for a service review. "How are you holding up?" he asked genially.  
  
"Fine, but I wish we could use our influence to push my divorce through just a little faster."  
  
"Well, you know these contested divorces take sometime. Jan, have you considered dating again?"  
  
"Sorry Nick. Nothing personal, but you aren't my type."  
  
"I'm not talking about me." He looked her in they eyes this time, and there was no joking, and no room for laughs.  
  
"I don't know what you are talking about."  
  
"He is 16 Jan, just remember that."  
  
"What are you talking about?" He pushed a manila envelope across the desk and let her see inside. She slammed the pictures on the table and said, "These don't mean anything! It is just something innocent, like you give to your daughter or mother." The pictures showed hers and Peter's small kisses.  
  
"But neither of you thinks of the other in those sorts of roles do you?"  
  
"Ugh! Nick, he is 12 years younger than me. I am not some pervert."  
  
"I also hope you aren't using him to get back at Hank. You know, date the new younger guy. Wound his pride just a little more. The kid doesn't deserve to be treated like that."  
  
"I would never do that to Peter. He is the first actual gentleman I've met who wasn't frozen for fifty years. I would never hurt Peter . . . I . . ." it was just then that she realized what she was about to say. She had been telling herself she couldn't have these feelings for someone Peter's age, but it was becoming more and more apparent that she was. "Damn," she muttered softy.  
  
"You go on and head out, I have a date tonight that I need to get ready for."  
  
Jan looked at him slyly. "Who do you have a date with?"  
  
"If you must know," he responded standing up, "A beautiful and fascinating woman, who has much life-experience, having spent a good portion of hers raising her nephew."  
  
"No!" she stared at him in shock, "You are going to date his aunt. Isn't that against some regulation somewhere?"  
  
"No, and believe me, I checked."  
  
"Good luck, but becareful."  
  
"Why?"  
  
"Would you want a kid, who is stronger than Cap mad at you?"  
  
"Good point . . . better spring for the roses and the good wine tonight."  
  
"Better not make her cry," Jan corrected with a smile as she headed out.  
  
"Oh, and Jan. . . ."  
  
"Yeah Nick?"  
  
"Remember what we discussed. He is 16"  
  
"I know, I know." 


	6. The dangers of Toby Keith

First off, Reviews;  
  
Spiderbob; you were not in the least offensive. Regarding May/Nick Well, they are the closest in apparent age, and I think that Steve is still just to hung up on his ex, poor guy. Regarding Daily Bugle employees, just wait. Regarding Fisk, you'll have to wait longer.  
  
Apteryx: here you go, and the couple is staying, but Petey doesn't know.  
  
Come On in Said the Spider To the Wasp  
  
Your option on the title, either "Entrapment" or "The Dangers of Leaving a Toby Keith CD Around the Triskelion" your choice. Bonus points for those who can name, before I do, who is singing what song.  
  
"Yeah, I appreciate the call Ben," Peter said as he stared at the screen in front of him. "No, I'm great." Peter was only telling half the truth. While he loved many parts of his new world, he did miss the anonymity that his old one provided.  
  
Ben Urich, the reporter from the Bugle that Peter had gift wrapped the top selling story of the month, was now treating Peter like a younger brother who had gone away to college. "So kid, You should have seen Jameson, he nearly exploded when he saw your face and Betty told him you had been working for us the entire time you were Spider-Man."  
  
"I would have loved to see that." Peter was dividing his attention between his conversation and his "homework" (a misnomer since his teacher came to what was his home). Currently Jan was teaching him how to manipulate DNA into a bow tie . . . or something like that. Peter hadn't been able to pay much attention in lessons. He was quite distracted by his teacher.  
  
"Hey, how is your family adjusting?"  
  
"Well," Peter thought very carefully about how to answer. After Mr. Watson had blatantly made a pass on Wanda in front of his wife, everyone realized he was a sleazebag. He left not long after, and no one complained. After being finally convinced (by forensic evidence) that Peter was not the Spider-man that killed her father, Gwen apologized and began reveling in the, as she put it, "So total righteousness" of living in the Triskelion. She also began flirting very heavily with Pietro, who was beginning to get back on his feet. He was three years older, two in a month or so.  
  
MJ was happy that Peter would now be forever safe, but when he declined her offer, she turned towards her tutored studies with a renewed vigor. Aunt May, Peter noticed, was slipping out of sight around seven each night, and not turning up until midnight. Some nights she would be gone all night. Whenever Peter asked, security always said she was safe and sound. Peter was getting suspicious.  
  
"We are slowly adjusting," he said.  
  
"Tactful kid, you are born to lead this kind of life."  
  
"Funny. Hey do you wanna see something really funny?"  
  
"Like what?"  
  
"Well, you'll find out when you open it, but you have to keep it away from public eyes. This is strictly something between friends got it?"  
  
Ben chuckled, "Yeah, don't worry, I got it."  
  
Peter switched over to his mail and sent a letter off to him with several video attachments. "I gotta go, I am using this stuff for a little fun."  
  
"Bye kiddo."  
  
"See ya around Ben." With that Peter hung up. He grabbed the burned DVD from the drive he had had it in, and brought it with him to the conference room. Everyone was already seated around the main desk looking confused.  
  
"Pete?" asked Tony, "You said you wanted to call a meeting, but nothing important. What gives?"  
  
"Well, it is time to reveal a little secret. I will ask that there are no questions until I am done. Well I have strategically left copies of a certain CD around the Triskelion as part of a psychology experiment . . ."  
  
"You don't take Psychology," noted Jan.  
  
"True, that was a lie. I just wanted to try a little entrapment. Now no more interruptions." As if to make his point, he shot a spray of web onto Jan's mouth. She rolled her eyes as she began to slowly pick the stuff off. Peter had begun to wear his web-shooters 24-7 nowadays, as he could be called upon at anytime. "Well this is what I found," he turned on a screen.  
  
On the screen was Steve, in boxers and a white T-shirt. He was doing his laundry as he danced. The song was loud and country;  
  
"Hey Uncle Sam put you name, at the top of his list.  
  
And the Statue ofa Liberty started shakin' her fist.  
  
And the eagle will fly, and there's gonna be hell  
  
When you hear Motha' Freedom starta ringin' her bell  
  
And feels like the whole wide world is rainin' down on yoooooooooooooooooouuuuuuuuu  
  
Awwwww brought to you curtesy of My Red White and Bluuuuuuuuueeeeeee."  
  
As he sang, Steve danced about slinging laundry in and out of dryers and closing said dryer with his bum.  
  
Meanwhile the real Steve was blushing up a storm as put his head down. Everyone began snickering.  
  
"But wait," Peter said, "There's more!"  
  
he switched the picture to one showing Nick and Steve with their arms linked, and obviously more than a little drunk. They too were singing.  
  
"Cause justice is the one thing you should always find  
  
you got to saddle up your boys  
  
Ya gotta draw a hard line  
  
And when the gunsmoke settles we'll sing a victory tune  
  
And we'll all meet back at the local saloon,  
  
We'll raise up our glasses against evil forces singin'  
  
Whiskey For my Meeeeeen, Beer for my horses!  
  
Yeah, Whiskey for my Meeeeeeen, Bear for my horses!"  
  
Now Steve was blushing even harder than before, and Nick had his head down grumbling something about a lack of intel.  
  
"Don't worry guys, I would leave you to hang out there all alone." Peter's smile twisted even more wickedly. He opened another vid file. Now it was Tony on the screen. Tony's face twisted in horror. Tony, on the screen was shaving, while he sang to himself.  
  
"I got the moneeeeeeyyy if you got the honeeeey,  
  
lets cut deal, lets make a plaaaaaaan,  
  
who's your daddy, who's your babyyyy  
  
who's your buddy, whos your..friennnnnddd"  
  
Tony slammed his head on the desk in front of him. He grumbled about stock holders. He also mentioned that he needed better security cameras.  
  
"Just one more," he said. Everyone who had not been shown on the screen, was laughing. Peter noticed that for some reason, Aunt May seemed to be trying to suppress her giggles as she shot looks at Nick.  
  
The screen now flickered to life with Pietro swing his bottom while he was also primping in front of a mirror.  
  
"I need Speeeeeeeed, How fast can I go!  
  
Can I get me. . . over him quickly . . . zero to one sixty . . .  
  
Cause what I really need is an Open Rooooooooooaad . .  
  
And a whole lotta Speeeeeeeeeed!  
  
That's what I need!"  
  
Pietro had gone bright pink as Wanda draped her self over him, trying to comfort him despite the fact that she was laughing so hard she couldn't breath. Peter looked around to make sure all his victims were taking this well. No one looked insulted or hurt by this. Just really embarrassed.  
  
"So now we come to the price portion of the evening," Peter announced.  
  
"What do you want?" Nick asked.  
  
"Midtown high is having its annual Winter Formal in a month. Nick we want permission to attend from you, Tony we want a limo and the girls' dresses from you, and Steve and Pietro, you guys are going to be dates."  
  
Steve blushed and fidgeted uncomfortably, but Pietro actually perked up a bit. He cast a look at Gwen who gave him a wink and blew him a kiss. His smile spread from ear to ear. Wanda nearly fell over, as Pietro moved from beside her, to beside Gwen in the twinkling of an eye. She simply chuckled and laughed it off.  
  
"Heck kid," Tony said, you didn't have to black mail for limos and dresses. You're our little buddy. We'd a done it no sweat."  
  
"So," Peter, MJ, and Gwen all said at once, "Its down to you Nick."  
  
"Kid," Nick said with an irritated smile. "If I had known you had footage like that, I would sent two search teams and a Doberman pincher to get it. Alright you kids can go. But pete, I want you and Steve to carry your 'items'."  
  
"Items" had become code for personal weapons. For Peter it was web- shooters, for Cap it was the shield.  
  
Every one was happy with the turn out. but there was someone outside the Triskelion who was happier than anyone with in it. "Get me Colls and Gargan. They have a job," was the order that the Kingpin gave on hearing his stolen information that Spider-Man would be at a school dance. 


	7. Slow Dancing

Come in said the Spider to the Wasp

Slow Dance

The six of them looked around. It was lovely. The gymnasium was dimly lit, there were crappy paper decorations hung all over, and teenagers in formal wear were discussing things that really didn't matter. It was a high school dance. Gwen and Pietro walked in with arms around each other's waists. Steve had MJ on his arm as any gentleman would, but they were far from as affectionate as Gwen and Pietro. Peter and Jan were arm-in-arm; not all over each other, but obviously close.

A quick song started up that made Steve cringe. Gwen and Pietro went to dance, and Peter was about to ask Jan, but he spotted a blond head that just begged to be tormented. He moved quietly, as Natasha had taught him. He was behind Flash in time to hear him speak.

"Man, I always knew parker was a freak," he said loudly and slurred. Chances were he was spiking the punch. "I mean all ya had to do was look at the geek. We're just lucky he never bombed the school!"

"Aw, I would never do that," Peter dead-panned, making Flash jump a foot in the air while turning around. "Hey Kong!" Peter said amiably.

"H-hey Mr. Parker," Kong said nervously.

"Relax man," Peter said, oddly glad that his old bullies were scared of him. "I'm just here to attend the dance."

Three girls were standing with Flash and his crew. Their skirts were suddenly ruffled by a sudden gust of wind. "What was that?" asked Liz Allen. She turned around to see Gwen giggling like a maniac in Pietro's arms. "Gwen Stacy is that you?" she asked incredulously.

"Yet, and this is my boyfriend, Pietro," she said, dipping her head to touch Pietro's. "Don't scream, but yeah, he's a mutant." Liz stiffened with fear.

"Y'know, I think I may know her uncle," Pietro said with a wicked grin.

"N-n-no!" Liz practically screamed. She backed away and made a sudden burst for the ladies room.

"You were right," Pietro said to Gwen. "She is fun to play with." And with a whoosh and a giggle, they had zipped off again.

"Behave!" Peter and Steve yelled after the pair. Jan just laughed at the two.

Mary-Jane touched Steve's arm. "I'm gonna go mingle, okay?" she asked.

"Sure," Steve said. "Have fun." Now both of the women and Peter cringed at how much he sounded like a father when he said that.

"Hey Jan," Peter finally said. "Let's dance," he took her hand and guided her to the dance floor. It was a fast fun song playing so they just kind of jumped around and moved. Peter honestly didn't know how to dance, and Jan could tell. Then a hip-hop song started that made Steve want to run for the door. Jan, on instinct moved in close to Peter. They danced like that for a few minutes; hips touching, eyes locked. They looked off to the side, and the intimate mood between them was broken as they saw Gwen and Pietro practically doing it on the dance floor. They had a good laugh at that.

A slow song started and Peter became a little uncomfortable. Jan saw this and took the initiative. She took his arms and put them around her waist, and then put her own around his neck. She laid her head on his chest and they danced. "Jan… can I keep you?" Peter said after a few moments.

Jan didn't look up at Peter. "Peter… we can't… this has to be the last time… we…"

"No!" Peter said in a strong whisper. "Jan… I know you think I'm just a kid but…"

"Oh, Peter that's not it at all. I care about you. More than I can ever say, I care about you."

"Then what is it?" he asked.

"Peter, I'm twelve years older than you," she said flatly.

"So," he said. "I don't care."

"Now, while I'm young you don't care. But what about when YOU'RE twenty-eight, and I'm forty? You'll be entering your prime and I'll be shriveling up."

"Jan…"

"No!" she demanded. "Tell me. When all your friends are getting married to their young wives… er, husbands. What about you?"

"Then, hopefully, I'll be getting married to a shriveling, stubborn, gorgeous, woman," he countered.

"You'd wanna marry me?" she asked, looking up into his eyes for the first time since they started this conversation.

"Yes Jan. I would love to marry you… not today, but eventually." He smiled. She loved his smile. It was a kind smile. It was a smile that told her he would protect her no matter what.

"But the media… the law…." She started, obviously grasping at straws now.

"Screw the media. I don't care what they used to say about me, and I don't care what they will say about me, or you." He kissed her on the forehead. "And so we can't have sex for a couple years," he shrugged. "No big deal. You are worth waiting a lifetime for." He looked her right in the eyes. "I don't care if I could never have sex with you. I love you. I just want to be with you."

Her eyes turned watery. "You… you can't mean that," she said, not wanting to believe someone this good actually exists.

"I do. I want to hang around you, talk to you, laugh with you, cry with you, and be next to you when I wake up."

"Peter… we CAN'T." she said emphasizing it. "We just can't."

Peter hung his head. "If that's what you want."

She was crying even as she said it; "Yes. Its what I want."

Peter's own tears began to slip from his eyes. She hated herself for making him cry, but she had to. It was wrong… wasn't it?

"Can I have one last dance with you though?" he asked. The song "Save Tonight," by Eagle-Eye Cherry started.

She held onto him once more. "one last dance," she said.

The dance seemed to last forever, as if it was the only place she wanted to be. But it was also all too quickly over. They looked at each other for a moment, trying to find the words to express themselves. Their searches were quite quickly quelled as an explosion opened up a wall and two very large headaches entered.


	8. Enter Two Arachnids of Ill Intent

Step Into My Parlor Said the Spider to the Wasp

Enter Two Arachnids of Ill Intent

As the smoke cleared two figures were standing in the gaping hole that had once been a solid wall. One was much larger than the other, a good two feet, the other had a light and feminine build. With the smoke finally clear they saw the two figures. One man and one woman, both with claws, armor, and most frighteningly, very dangerous looking tails. "We're looking for Parker," the woman yelled.

Jan tried to hold Peter back but he pushed through, "HERE I AM!" he yelled. The man charged Peter, who leapt nimbly over him. The woman palmed her face at her partner's idiocy. "Mac! Agility of a spider, remember?"

She swung her tail quicker than the average eye could follow and grabbed a girl with it. "Now," she said, bringing the girl next to her claws next to the girl's temple. "you are going to come with us or she is going to get the cheap version of plastic surgery." That was when she was hit in the head with a shield.

The discus shaped shield flew back to the hands of its owner, Captain America. "You're under arrest under the super-human testing ban!" he shouted. Unfortunately he forgot to watch his back, and the man who had crashed into the other wall lifted him off his feet.

Peter was already charging towards the woman, when he looked back at Cap, she caught him in the side of the head with her tail. He flew into a refreshment table, smashing it to bits, and dumping all manner of finger foods and beverages on himself.

Jan had leapt toward Cap, shrinking as she went. She was throwing as many stings as she could at the man with the tail, but it wasn't working. His armor was thick and strong. The man threw Cap across the room, crashing him through a wall. He swatted at Jan, but she flew circles around him.

Peter leapt from the destruction that was the buffet table and back on to the woman, who was by this time distracted by Quicksilver, and Gwen, who was throwing whatever she could at the woman. Peter leapt onto the woman, and did a flip without letting go of her, effectively body slamming her into the wood floor of the gym. She threw Spider-Man off, and swung her tail round again. This time she managed to trip Quicksilver, and knock Gwen into a table. She cocked her tail back and smiled cruelly at Spider-Man. He knew he could dodge her tail… but then his Spider-Sense screamed out. He looked behind him, thinking the man was coming up on him, only to be knocked across the floor by a blast from the woman's tail.

"Okay," he muttered. "Let me get this straight. Armor to enhance your strength, fully functional, octavian tails, AND lasers in the tails?"

She smiled wickedly again. "There's acid too. Also Mac over there has been genetically treated with Oz."

Peter dropped his jaw. "Oh, you're kidding! What is he merged with, a howler monkey?" he asked as he watched the large thick Mac fighting easily against Cap.

"A Scorpion actually," the woman said with an evil glint in her eye. She charged Peter again, spraying a green liquid from her tail. Everything it hit began to hiss and dissolve.

"And that would be the acid," Peter said as he jumped high above her. He came down, just as he planned to, right where the tail joined the woman's armor. It tore certain circuit, and broke certain servos, causing the tail to fall limp, and much of her armor to shut down. Without the help of her armor, she couldn't heft the tail, or move the armor near as quickly. She was effectively shut down.

Cap sailed over his head once again, and Peter charged into the new fray. He hit Mac in the chest, causing the man-scorpion hybrid to stumble backwards. Mac's arm flung back and finally hit something he'd been trying to hit since the fight began… Jan. she flew and landed in a pile of ruined tables and chairs, re-enlarging as she tumbled to a stop. Peter saw her, almost motionless form, and a fire started in his eyes as he turned back to Mac.

Peter Planted his feet, with his arms still wrapped around Mac, and he hefted the monstrosity over his head, and tossed him a few feet to the ground. Before Mac could untangle himself from his tail, Spider-Man was on him in a flash, burying him under a barrage of punches and kicks. Spider-Man flipped off of Mac and grabbed him by the tail. He began to swing him around and around and around, until Mac's weight caused him to rip from the tail and fly across the room, landing on the woman. Peter ran over and kicked Mac in the face causing him to tumble over, and through a bleeding mouth, begin to beg for mercy. Peter was about to charge again, when he felt a strong hand on his shoulder.

He turned to face whatever other threat had surface only to be face to face with Iron Man. "We got Steve's distress signal," Tony said from within the suit.

Nick hurried through the doors along with forty SHIELD agents. All of whom began to strip the armor from both Mac and the woman. They found it impossible to take Mac's armor off as his mutated body had fused it to his own skin. The fact was when Spider-Man had ripped his tail off, the pain had been too much for Mac and he was ready to surrender then.

Jan was loaded in to an ambulance, and the others all got their own ambulances. It turned out MJ had gotten slightly trampled as she tried to help the girl that the woman, now called Scorpia, had grabbed.

Two days later, all the Ultimates from the event were sitting in a room. It was painted white, and a man sat in a wheel chair. Xavier was, among other things, a qualified trauma councilor. It was a requirement, after every major event, the members involved had to attend a trauma counseling session. It was one of those less glamorous aspects of the job that didn't really get advertised much.

"Every one survived," Steve offered, sporting a sling holding his right arm, broken during one of the times Mac, now called Scorpion, had thrown him. "That is something."

"Yeah, and now I know that I can't ever have a social life," Gwen said angrily, as Pietro sat beside her, a large bandaged on his forehead. Gwen herself had a broken leg.

"Its not that bad," MJ said, trying to sound up beat.

"No," Peter said, standing at a window, looking out with an angry expression. "Its worse."

"Why is it worse Peter?" asked Charles.

"I can't go anywhere… I'm restricted to this… this palatial prison." He growled. "Because if I go anywhere, people, innocent people," he stole a glance at Jan, seated in a chair across the way, her right leg and arm in casts. "WILL be hurt. Because Fisk won't give up. He won't let me go…" Peter growled deep in the back of his throat.

"C'mon Pete," Steve said. "Its not that bad."

"NOT THAT BAD!" Peter yelled at him. "I WAS THEIR TARGET AND I'M THE ONLY ONE NOT SUPPORTING A MAJOR INJURY! JAN WAS ALMOST KILLED!"

"And you feel guilty?" asked Prof. Xavier.

"Of course!" he yelled again. "I was the target! ME! This was MY fault!"

"No it wasn't," Jan said finally. "Peter, you did the right thing, and someone got angry over it. That's not your fault." She looked at him with tears in her eyes. She had talked with MJ and May about this. He always did this. The boy tried to carry the world on his shoulders. He blamed himself for everything if you gave him enough time.

Prof. Xavier looked at Janet for a moment, and then said to the rest, "I think we're done here, may I speak with you all in the other room?" he asked. He wheeled out followed by every one but Janet and Peter.

"I got hurt Peter, its an occupational hazard," she said.

"But they were after me," he said with tears in his eyes. "If it weren't for me you wouldn't have gotten hurt."

"Bullshit Peter," she said. "I'm gonna get hurt. You can't protect everyone."

"That's why I do this though… Its my responsibility." His voice was choked.

"Peter, yes, you do have a responsibility, but you also can't save everyone by yourself. Steve was there too, so was Pietro. And so was I. Were are all in this business together. We know the risks."

"But… I couldn't…" he paused tears pouring from his eyes. "I couldn't take…" he just couldn't finish the sentence.

She looked at him. "I couldn't take losing you either Peter," she said. She looked down. "I guess no matter how many times I tell myself I'm not allowed to love you… it doesn't sink in."

"I love you Jan," he said.

"I love you too Peter," she responded. He made his way over and kneeled beside her, resting his head on her shoulder. She put her arm around him and they kissed. "To hell with the press," she said quietly. "to hell with what the world thinks. We'll wait for each other, and on that day…" she let it hang like a promise to him.

"I love you Jan," he said again. "I would do anything for you," he said.

"Then forgive yourself… for me."


	9. Down Time

Come on in Said the Spider to the Wasp

Down Time

Two weeks after the Scorpions incident, everyone was upbeat. In fact, a bar-b-que was being held at the Xavier school. Most of the Ultimates were in attendance, including Hawkeye, his girlfriend and his son.

Jan was looking over the insanity that was the Bar-b-que. It turned out that Peter and Bobby were getting along great, and MJ and Bobby were getting along even better.

Logan was relaxing beside Hawkeye and Tony and Natasha. All four were in deck chairs, dressed in bathing suits and sipping cold bottled beer. Jean, Thor, Beast, and Prof. Xavier were all having a rather spirited political discussion, and Scott, Steve, Gwen, Pietro, Kurt, and Wanda were playing Marco-Polo. Jan suddenly realize who was on the unaccounted list.

"Ms. Pym, may I speak with you?" asked May, who had a strange ablility to make a person feel guilty even when they had done nothing wrong. And if they were hiding something, they felt even worse.

"Mrs. Parker," Jan said, a little wary around the woman since Jan and Peter had openly started dating a week ago.

"ahem," Nick said, announcing that he too was in on the discussion.

"hey Nick," Jan said, less worried about him than May.

"Ms. Pym, I understand my nephew cares about you greatly," May started. "And while I have no evidence to show that you don't reciprocate with that much commitment, I am none the less concerned about your relationship."

"I know," Jan said. "The age difference, but it…"

May cut her off. "I don't care about the age difference," when Jan gave her a perplexed look, May explained. "Ben was a good ten years older than me. And my current…" she looked coyly at Nick, "relationship is five years younger than me. It's all just numbers. Peter has been old enough to decide whom he loves and what to do with his body for some time now. He has always been very mature for his age, unlike some men I know," she threw Nick another flirty look. "What concerns me is that you have an interest in my nephew. I guess that's just the mother hen in me. But mark my words Ms. Pym," May leaned very close, so that not even Fury could hear her. "If you break my nephew's heart, I'm the first person you have to deal with and I will make the Hulk seem like Tom Thumb." She leaned back and smiled. "But for some reason I don't foresee that happening."

May leaned forward and hugged Jan genuinely. "I guess I'm trying to say that you have my blessings. Jan was at once both amused, and properly intimidated by May's threat.

"Thank you Aunt May," she said. She wandered back over to Peter and gave him a kiss on the cheek. May followed to give the good news to her nephew.

Steve and Tony came up beside Nick. "So, looks like everybody's hookin' up but you Steve," nick said. "Me an' Natasha are going to my place tonight. Kid over there nabbed Jan. even Nick here found himself a lovely little thing."

Nick shook his head at Tony's cavalier attitude.

"Actually I can honestly say that I don't envy Nick one bit," Steve said with a smile.

"Oh, why?" asked Nick, looking at his friend. "You an' that Red-Head having a little May-November romance?"

Steve shuddered at the idea. "No, no." Steve pointed across the pool to May who was whispering in Peter's ear. "Because someone stronger and faster than me is a bout to find out you've been dating his Aunt."

"FURY!" Peter called, somewhere between really angry, and surprised. Nick looked around. No SHEILD angents in sight. "Um… damn," he said, dropping his bottle of beer and bolting as Peter cleared the pool in one leap.

Everything went pretty normal from there.


End file.
